General meetings

According to the Finnish Companies Act and the Sensofusion’s Articles of Association effective since the company’s listing, the Annual General Meeting should be held annually within six months from the end of the financial year.

The Annual General Meeting decides, among others, upon the adoption of the financial statements, distribution of dividends and election of the members of the Board of Directors and the auditor and their remuneration. The Annual General Meeting decides also upon discharge of the Board of Directors and of the CEO from liability.

Extraordinary General Meetings in respect of specific matters must be held when considered necessary by the Board of Directors, or when requested in writing by the auditor of the company or by shareholders of the company holding at least 10 percent of all the chares of the company.

In order to have the right to attend and vote at a General Meeting of Shareholders, a shareholder must be registered in the shareholders’ register maintained by Euroclear Nordics no later than eight business days prior to the relevant General Meeting (the record date of the General Meeting) and must notify his/her attendance to the company at the latest by the date mentioned in the notice convening the meeting.

If a nominee-registered shareholder wishes to attend and vote at the General Meeting, she/he should be temporarily registered in the shareholders’ register at the latest on the date mentioned in the notice to the General Meeting, which shall be after the record date of the General Meeting. Nominee-registered shareholders are considered to have given advance notice of their participation to the General Meeting, if they are notified for a temporary entry into the shareholder register.

Except for certain exceptions stipulated in the Finnish Companies Act, there are no quorum requirements for General Meetings of Shareholders.